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THIRD
SCHEDULE
(See section 156)
PART I
CONTENTS AND FORM OF ANNUAL RETURN
OF COMPANY HAVING A SHARE CAPITAL
CONTENTS
1. The address of:
(i) Registered
Office of the company.
(ii) Undertakings
of the company.
2. If any part of
the register of members of debenture-holders or the seal of a company
is kept in any country outside Pakistan, the name of that country
and the address of the place where such part of the register or the
seal is kept.
3. A summary, distinguishing
wherever possible between shares issued for cash, bonus shares, and
shares other than bonus shares issued as paid up otherwise than in
cash, and specifying in respect of each class of shares the following
particulars::-
(a) the amount of
the nominal share capital of the company and the number of shares
into which it is divided;
(b) the number of
shares taken up, from the incorporation of the company up to the date
of the company's last annual general meeting, or where no such meeting
is held or if held is not concluded, up to the last day of the year.
(c) the amount paid
up on each share up to the date aforesaid;
(d) the amount of
subscribed capital on that date;
(e) the amount of
paid-up capital on that date;
(f) the total amount
of the sums (if any) paid by way of commission in respect of any shares
or debentures up to that date;
(g) the discount allowed
on the issue of any shares issued at a discount or so much of that
discount as has not been written off at the date aforesaid;
(h) the total amount
of the sums (if any) paid by way of discount in respect of any debentures
since the date of the annual general meeting with reference to which
the last return was submitted.
4. Particulars of
the total amount of the indebtendess of the company on the date referred
to in sub-clause (b) of clause 3 in respect of all charges (including
mortgages) which are required to be registered with the registrar
under the Ordinance or any previous Companies Act.
5. Names and registered
office addresses of any holding company subsidiaries of the company.
6. A list:-
(a) containing the
names, addresses and occupations, if any, of all persons who, on the
day of the company's that annual general meeting, are members or debenture-holders
of the company, and of persons who has ceased to be members or debenture-holders
on or before that day and since the date referred to in sub-clause
(h) of clause 3, or, in the case of the first return, since the incorporation
of the company;
(b) stating the number
of shares or debentures held by each of the existing members or debenture-holders,
as the case may be, at the date referred to in sub-clause (b) of clause
(3), specifying the number of shares or debentures transferred since
the date referred to in sub-clause (h) of clause (3) (or, in the case
of the first return, since the incorporation of the company) by persons
who are still members or debenture-holders.
and by persons who
have ceased to be members or debenture-holders respectively and the
date of registration of the transfers and the names of transferees
and the relevant ledger folio containing particulars thereof;
(c) if the names aforesaid
are not arranged in alphabetical order and their number exceeds fifty,
having annexed thereto an index sufficient to enable the name of any
person therein to be easily found.
7. All such particulars,
with respect to the persons who at the date of the company's last
annual general meeting or last date of that year, as the case may
be, are the directors of the company and with respect to any person
who at that date is the chief executive, managing agent, the chief
accountant, the secretary, auditors or legal advisers of the company,
as are, by this Ordinance required to be contained, with respect to
directors, chief executive, managing agent, chief accountant, secretary,
auditors and legal advisers of a company together with all such particulars,
with respect to those who had ceased to hold such office (that is,
the office of director, chief executive, managing agent, chief accountant,
secretary, auditor or legal adviser) on or before the date of the
last annual general meeting and since the date referred to in sub-clause
(h) of clause 3 or in the case of the first return, since the incorporation
of the company.
FORM
A
ANNUAL RETURN OF......................................Limited,
made up to..................day of................. 19...............(being
the date of the last annual general meeting of the company, or the
last due of the year where no such meeting is held during the year).
Presented for filing
by..............................Chief Executive
:-:-:-:-:-:-:--
Director/Secretary
1. ADDRESS
| Address of
(i) Registered office of the company.
(ii) Principal or Head Office if at a place other than
the registered office.
(iii) Undertakings of the company.
|
2. SUMMARY
OF SHARE CAPITAL AND DEBENTURES
| (a) Nominal share capital |
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| Nominal share capital Rs..........divided
into |
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Number................. |
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Shares of Rs.......each |
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| (b) Issued Shares Capital and
Debenture |
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Number |
Class |
| Number of shares taken up to
the date of this return (which number must agree with the total
shown in the list as held by existing members). |
..............Shares |
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| Number of shares issued subject
to payment wholly in cash. |
............Shares |
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| Number of bonus shares issued
as fully paid-up |
............Shares |
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| Number of shares issued as fully
paid-up a consideration other than cash. |
............Shares |
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| Number of shares (if any) |
............Shares |
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| Issued at a discount. |
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| Amount of discount on the issued
of shares which has been written off at the date of this return. |
Rs............... |
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| Amount paid up on shares of each
class. |
Rs.....per share on........Shares |
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Rs.....per share on........Shares |
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Rs.....per share on........Shares |
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Rs................ |
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| Total amount received on shares
issued against cash. |
Class |
Number |
| Total amount of unpaid capital.
Agreed to be considered as paid |
Rs...........on |
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| on number of shares issued as
paid-up for a consideration |
....... |
...Shares |
| other than cash. |
....... |
...Shares |
| Total amount of unpaid capital. |
Rs............... |
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| Total amount of the sums (if
any) paid by way of commission in respect of any share or debentures. |
Rs...............
Rs............... |
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| Total amount of the sums (if
any) received by way of premium on shares. |
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| Total amount of sums (if any)
allowed by way of discount in respect of any debentures since
the date of the last return. |
Rs............... |
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3. Particulars of Debentures issued showing
each issued separately, with value, amount, terms and redemption date.
4. Particulars of
Indebtedness.
| Total amount of indebtedness
of the company on the date of the last annual general meeting,
namely.....day of......19.........and charges which are required
to be registered with the registrar under the Ordinance or any
previous Companies Act. |
Rs............. |
5. Particulars of
holding company/subsidiaries of the company.
Name and addresses
of registered office.
Extent of shareholding.
6. List of past and
present Members and Debenture-holders *List of persons holding shares
in the company on the day of annual general meeting, namely, the................day
of..........19............and where no annual general meeting was
held, the last date of the year and of persons who have shares therein
at any time since the.........day of........19..........when the previous
annual general meeting was held, or in the case of the first return,
at any time since the incorporation of the company.
* In the case of company
which has issued debentures, particulars about its debenture-holders,
past and present, should also be furnished under this item, adapting
the form suitable for the purpose.
| Folio in register/ledge. |
Names, addresses Nationality,
and occupation |
Father's/Husband's Name |
Account of shares
:-:-:-:-:-:- |
Number** of shares held*** by
member at date of annual general meeting or the last date of the
year if no annual general meeting held |
Names, Father's/Husband's name,
addresses, nationality and occupation, it any, of transferees
Remarks |
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Particulars of shares transferred
since the date of the previous annual general meeting or, in the
case of the first return, since the incorporation of the company
by (a) persons who are steel members and (b) persons who have
ceased to be members*** |
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Number
Date of registration of transfer. |
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I. Shareholders/Members.
II. Debenture-holders. |
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** When the shares are
of different classes these columns should be sub-divided so that the
number of each class held, or transferred, may be shown separately.
*** The aggregate
number of shares held by each member must be stated, and the aggregates
must be added up so as to agree with the number of shares stated in
the summary of shares capital and debentures to have been taken up.
**** The date of registration
of each transfer should be given as well as the number of shares transferred
on each date. The particulars should be placed opposite the name of
the transferor and not opposite that of the transferee but the name
of the transferee may be inserted in the column provided for the purpose
opposite the particulars or each transfer.
6. Particulars of
Directors, Chief Executive, Chief Accountant, if any, Secretary, Auditors
and Legal Advisers, past and present.
A. Particulars of
the persons who are directors of the company on the day of the last
annual general meeting, namely the............day of..........19..........and
of persons who ceased to be director on or before that date and since
the date of the annual general meeting or the date with reference
to which the last return was submitted, namely the.............day
of............19...........or, in the case of the first return, since
the incorporation of the company or where no annual general meeting,
is held, the last date of the year.
| Present name or names and surname
in full |
Any former name or names and
surnames in full. |
Nationality and nationality of
origin ifdifferent from present nationality |
Usual residential address |
Business occupation and particulars
of offices of directors* Chief Executive and Secretary held in
other companies/bodies
corporate. |
Date of appointment |
Date of cessation if any |
| 1 |
2 |
3 |
4 |
5 |
6 |
7 |
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Note: *Where a person holds the office
of Chairman or an office other than ordinary directed or any office
in addition to a director, particulars of the same should be specifically
stated.
B. Particulars of the person who is Chief
Executive or Managing Agent, if any, of the company on the day of the
last annual general meeting or where no annual general meeting was held,
the last date of the year, namely the...........day of..........19..........and
of those who ceased to hold such office on or before that date and since
the date of the annual general meeting or the last date of the year
with reference to which the last return was submitted, namely, the.........day
of...........19...........or, in the case of the first return, since
the incorporation of the company.
| Where the chief executive or
managing agent is an individual, present name or names and surnames
in full. Where the managing agent is a firm, the firm name (b)
Where the managing agent is a body Corporate, the corporate name
(c) indicating whether chief executive or managing agent and how
designated. |
Any former name or names and
surname in full |
Nationality and nationality of
origin if different from present nationality (b) and (c). |
Usual residential address; (in
the case of a firm of body corporate, the registered or principaloffice). |
Particulars of managing agencies,
directorships, office of chief executive and secretary (in the
case of individuals) held in other companies/bodies corporate. |
Date of appointment as chief
executive/
managing agent
in the company filing the annual return. |
Date of cessation, if any. |
| 1 |
2 |
3 |
4 |
5 |
6 |
7 |
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Notes: (b) In the case of a firm, the
full name, address and nationality of each partner and the date on which
each became a partner should be indicated.
(c) In the case of
a body corporate, its corporate name and registered or principal office
should be shown alongwith the full name, address and nationality of
each of its directors.
C. Particulars of
the person who is chief accountant or secretary of the company on
the day of the first annual general meeting namely, the held, the
last date of the year and the person(s) who ceased to be secretary
on or before that date and since the date of the annual general meeting
or the last day of the year with reference to which the return was
submitted, namely, the ...........day.........of.......19.........or,
in the case of the first return, since the incorporation of the company.
| Present name or names and surname
in full |
Any former name or names and
surname in full. |
Nationality and nationality of
origin, if different from present nationality |
Usual residential address |
Business, occupation and particulars
of offices of directors, chief executive and secretary held in
other companies/bodies corporate. |
Date of appointment |
Date of cessation if any. |
| 1 |
2 |
3 |
4 |
5 |
6 |
7 |
| 1. Chief Accountant
2. Secretary
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We certify that the return
states the facts as they stood on the date of the annual general meeting
aforesaid correctly and completely.
Signed...........
Chief Executive.
Signed...........
Director/Secretary.
D. Particulars of
the auditors and legal advisers of the company on the day of the last
annual general meeting or where no annual general meeting held, the
last day of the year namely, the..............day of............19........
and of the person(s) who ceased to hold such offices on or before
that date and since the date of the annual general meeting or the
last day of the year with reference to which the last return was submitted,
namely, the.........day of.............19.............or, in the case
of the first return, since the incorporation of the company.
| Where the auditor/legal adviser
in an individual, present name or names and surname in full. Where
the auditor/legal adviser is a firm, The firm name. |
Any former name or namesand surname
in full |
Nationality andnationality of
origin |
Usual address |
Professional qualification |
Date of appointment |
Date of cessation, if any |
| 1 |
2 |
3 |
4 |
5 |
6 |
7 |
| (a) Auditors*
(b) Legal Advisers*
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Note: *In the case
of a firm, the full particulars of each partner and the date on which
each became a partner should be indicated.
"Director"
includes any person occupying the position of a director, by whatever
name called.
"Name" includes
a "forename" and "surname" in the case of a person
unsually known by a title different from his surname, means that title.
"Former name"
and "former surname" do not include:-
(a) in the case of
a person usually known by a title different from his surname, the
name by which he was known previous to the adoption of or succession
to the title; or
(b) in the case of
any person, a former name or surname where that name or surname was
changed or disused before the person bearing the name attained the
age of eighteen years or has been changed or disused for a period
of not less than twenty years; or
(c) in the case of
a married woman, the name or surname by which she was known previous
to the marriage.
The names of all bodies
corporate incorporated or carrying on business in Pakistan of which
the director, chief executive, managing agent, or secretary is also
a director, chief executive, managing agent, or secretary should be
given, except bodies corporate of which the company making the return
is the wholly-owned subsidiary or bodies corporate which are the wholly-owned
subsidiaries either of the company or of another body corporate of
which the company is the wholly-owned subsidiary. A body corporate
is deemed to be the wholly-owned subsidiary of another if it has no
member except that other and that other's wholly-owned subsidiaries
and its or their nominees.
If the space provided
in the form is insufficient, particulars of other directorships, chief
executiveships, managing agencies, or secretaryship, etc., should
be listed on a separate statement attached to this return which should
be similarly certified and signed.
Certified to be given
by chief executive and secretary or two directors of every company.
We certify that the
return states the facts as they stood on the date of the annual general
meeting aforesaid correctly and completely.
Dated...........19..........
Signed...........Chief
Executive
...........................Secretary
or
1.........................Directors
2.....................................
Certificate to be
given by the Chief Executive and the Secretary or two Directors of
every private company.
We certify that the
company has not since the date of the incorporation of the company/the
annual general meeting with reference to which the last annual return
was submitted issued any invitation to the public to subscribe for
any shares or debentures of the company.
Dated..........19............
Signed...........Chief Executive
...........................Secretary
or
............................Directors
Further certificate
to be given as aforesaid if the number of Members and Debenture-holders
of the company exceeds fifty.
We certify that the
excess of the numbers of members and debenture-holders of the company
over fifty consist wholly of persons who, under clause (28) of sub-section
(1) of section 2 of the Companies Ordinance, 1984 are not to be included
in reckoning the number of fifty.
Dated.............19.............
Signed...........Chief Executive
...........................Secretary
..............................................................................................or
...........................Directors
Note: Names of signatories should also
be stated, under their signature, in block letters.
PART
II
CONTENTS
AND FORM OF ANNUAL RETURN OF COMPANY
NOT HAVING A SHARE CAPITAL
CONTENTS
1. The address of
registered office of the company.
2. Number, address
and occupation of person who are members of the company up to the
date of its annual general meeting in the year or where no such meeting
is held or if held is not concluded, up to the last day of the year.
3. Particulars of
the total amount of the indebtedness of the company on the date referred
to clause 2 in respect of all charges (including mortgages) which
are required to be registered with the registrar under the Ordinance
or any previous Companies Act.
4. Names and registered
office address of any holding company or subsidiaries of the company.
5. A list:-
(a) containing the
names, address, descriptions and occupations, if any, of all person,
who, on the day of the company's last annual general meeting are members
of debenture-holders of the company, and of persons who has ceased
to be members or debenture-holders on or before that day and since
the date of the annual general meeting with reference to which the
last return was submitted or in the case of the first return, since
the incorporation of the company;
(b) stating the number
of debentures, held by each of the existing debenture-holders, at
the date referred to in clause 2, specifying the number of debentures
transferred since the date of the annual general meeting with reference
to which the last return was submitted or (or, in the case of the
first return, since the incorporation of the company) by persons who
are still debenture-holders and by persons who have ceased to be debenture-holders
and the dates of registration of the transfers and the names of transferees
and the relevant ledger folio containing particulars thereof;
(c) if the names aforesaid
are not arranged in alphabetical order and their number exceeds fifty,
having annexed thereto an index sufficient to enable the name of any
person therein to be easily found.
6. All such particulars,
with respect to the persons who at the date of the company's first
annual general held in the year or the last day of the year, as the
case may be, are the directors of the company and with respect to
any person what that date is the chief executive, managing agent,
chief accountant or the secretary and the auditors and legal advisers
of the company as are, by this Ordinance required to be contained,
with respect to directors, chief executive, managing agent, chief
accountant and secretary of a company together with all such particulars,
with respect to those who had ceased to hold such office (that is,
the office of director, chief executive, managing agent, chief accountant,
secretary, auditor or legal adviser) on or before the date of the
last annual general meeting with reference to which the last return
was submitted or in the case of the first return, since the incorporation
of the company).
FORM B
ANNUAL RETURN OF..............................Limited,
made up to................day of..................19..........(being
the date of the first annual general meeting of the company or the
last date of the year where no such meeting is held during the year).
Presented for filing
by...................... Chief Executive
:-:-:-:-:-:-:-:--
Director/Secretary
1. Address:
Address of
(i) Registered Office
of the company...........
(ii) Undertakings
of the company........................
2. Number of persons
who are members on the date upto which this return is made up.
3. Particulars of
Debentures issued, if any, with value, amount, terms and redemption
date.
4. Particulars of
Indebtedness.
Total amount of indebtedness
of the company on the date up to which the return is made up in respect
of all mortgages and charges which are required to be registered with
the registrar under the Ordinance or any previous Companies Act.
Rs.............
5. List of past and
present Members and Debenture-holders.
List of persons who
are members in the company on the day of the annual general meeting,
namely, the................day of........... 19............and where
no annual general meeting was held, the last date of the year and
of persons who have been members therein at any time since the............day
of..........19..............when the previous annual general meeting
was held, or in the case of the first return, at any time since the
incorporation of the company.
| Folio in Register/Ledger |
Names, addresses, Nationality
and occupations |
Father's/Husband's Name |
Date of becoming member |
Date of ceasing to be member |
Remarks |
| I. |
Members |
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| II. |
Debenture-holders |
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In the case of company
which has issued debentures, particulars about its debenture-holders,
should also be furnished under this item, adapting the form suitable
for the purpose.
The number of members
must agree with the number of members stated in the summary members.
7. Particulars of
Directors, Chief Executive, Chief Accountant, if any, Secretary, Auditors
and Legal Advisers, past and present.
A. Particulars of
the persons who are directors of the company on the day of the last
annual general meeting, namely the............day of..........19..........and
of persons who ceased to be director on or before that date and since
the date of the annual general meeting or the date with reference
to which the last return was submitted, namely the.............day
of............19...........or, in the case of the first return, since
the incorporation of the company or where no annual general meeting,
is held, the last date of the year.
| Present name or names and surname
in full |
Any former name or names and
surnames in full. |
Nationality and nationality of
origin if different from present nationality |
Usual residentia addressl |
Business occupation and particulars
of offices of directors* Chief Executive and Secretary held in
other companies/bodies corporate. |
Date of appointment |
Date of cessation if any |
| 1 |
2 |
3 |
4 |
5 |
6 |
7 |
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|
Note: *Where a person
holds the office of Chairman or an office other than ordinary directed
or any office in addition to a director, particulars of the same should
be specifically stated.
B. Particulars of
the person who is Chief Executive or Managing Agent, if any, of the
company on the day of the last annual general meeting or where no
annual general meeting was held, the last date of the year, namely
the...........day of..........19..........and of those who ceased
to hold such office on or before that date and since the date of the
annual general meeting or the last date of the year with reference
to which the last return was submitted, namely, the.........day of...........19...........
or, in the case of the first return, since the incorporation of the
company.
| Present name or names and surname
in full. |
Any former name or names and
surname in full |
Nationality and origin if different
from present nationality (b) and (c). |
Usual residential nationality
of address (in the case of a firm of body corporate, the registered
or principal office). |
Particulars of directorships,
office of chief executive and Secretary (in the case of individuals)
held inother companies/bodies corporate. |
Date of appointment as chief
executive, in the company filing the annual return if any. |
Date of cessation |
| 1 |
2 |
3 |
4 |
5 |
6 |
7 |
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Notes: (b) In the
case of a firm, the full name, address and nationality of each partner
and the date on which each became a partner should be indicated.
(c) In the case of
a body corporate, its corporate name and registered or principal office
should be shown alongwith the full name, address and nationality of
each of its directors.
C. Particulars of
the person who is chief accountant or secretary of the company on
the day of the first annual general meeting held in the year namely,
the .........day of..........19........or where no annual general
meeting held, the last date of the year and the person(s) who ceased
to be secretary on or before that date and since the date of the annual
general meeting or the last day of the year with reference to which
the return was submitted, namely, the ...........day.........of.......19.........or,
in the case of the first return, since the incorporation of the company.
| Present name or names and surname
in full |
Any former name or names and
surname in full. |
Nationality and nationality of
origin, if different from present nationality |
Usual residential address |
Business, occupation and particulars
of offices of directors, chief executive and secretary held in
other companies/bodies corporate. |
Date of appointment |
Date of cessation, if any |
| 1 |
2 |
3 |
4 |
5 |
6 |
7 |
| 1. Secretary
2. Chief Accountant
|
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We certify that the return
states the facts as they stood on the date of the annual general meeting
aforesaid correctly and completely.
Signed........... Chief Executive.
Signed........... Director/Secretary.
D. Particulars of
the auditors and legal advisers of the company on the day of the last
annual general meeting or where no annual general meeting held, the
last day of the year namely, the..............day of............19........
and of the person(s) who ceased to hold such offices on or before
that date and since the date of the annual general meeting or the
last day of the year with reference to which the last return was submitted,
namely, the.........day of.............19.............or, in the case
of the first return, since the incorporation of the company.
| Where the auditor/legal adviser
in an individual, present name or names and surname in full. Where
the auditor/legal adviser is a firm, The firm name. |
Any former name or namesand surname
in full |
Nationality and nationality of
origin |
Usual address |
Professional qualification |
Date of appointment |
Date of cessation, if any |
| 1 |
2 |
3 |
4 |
5 |
6 |
7 |
| (a) Auditors*
(b) Legal Advisers*
|
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|
Note: *In the case
of a firm, the full particulars of each partner and the date on which
each became a partner should be indicated.
"Director"
includes any person occupying the position of a director, by whatever
name called.
"Name" includes
a "forename" and "surname" in the case of a person
unsually known by a title different from his surname, means that title.
"Former name"
and "former surname" do not include:-
(a) in the case of
a person usually known by a title different from his surname, the
name by which he was known previous to the adoption of or succession
to the title; or
(b) in the case of
any person, a former name or surname where that name or surname was
changed or disused before the person bearing the name attained the
age of eighteen years or has been changed or disused for a period
of not less than twenty years; or
(c) in the case of
a married woman, the name or surname by which she was known previous
to the marriage.
The names of all bodies
corporate incorporated or carrying on business in Pakistan of which
the director, chief executive, managing agent, or secretary is also
a director, chief executive, managing agent, or secretary should be
given, except bodies corporate of which the company making the return
is the wholly-owned subsidiary or bodies corporate which are the wholly-owned
subsidiaries either of the company or of another body corporate of
which the company is the wholly-owned subsidiary. A body corporate
is deemed to be the wholly-owned subsidiary of another if it has no
member except that other and that other's wholly-owned subsidiaries
and its or their nominees.
If the space provided
in the form is insufficient, particulars of other directorships, chief
executive ships, managing agencies, or secretaryship, etc., should
be listed on a separate statement attached to this return which should
be similarly certified and signed.
Certified to be given
by chief executive and secretary or two directors of every company.
We certify that the
return states the facts as they stood on the date up to which the
return is made up as aforesaid correctly and completely.
Dated...........19..........
Signed...........Chief Executive
.......................Secretary
or
1.......................Directors
2................................
Certificate to be
given by the Chief Executive and the Secretary or two Directors of
every private company.
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